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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
International Total Services, Inc.
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(Name of Issuer)
Common Shares, Without par value
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(Title and Class of Securities)
460499106
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(CUSIP Number)
Thomas G. Berlin
37500 Eagle Road
Willoughby Hills, Ohio 44094
440-951-2655
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
June 15, 2000
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [_].
Note: Schedules filed in paper format shall include a signed original and
five copes of the schedule including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 4 Pages)
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CUSIP NO. 460499106 13D Page 2 of 5 Pages
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NAME OF REPORTING PERSONS
1 S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Thomas G. Berlin
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4
OO
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [_]
5
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
United States
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SOLE VOTING POWER
7
NUMBER OF
255,100
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY 88,500
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EACH SOLE DISPOSITIVE POWER
9
REPORTING
255,100
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
88,500
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
343,600 Shares
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [_]
12
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
5.0%
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TYPE OF REPORTING PERSON*
14
IN, IA
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1. Security and Issuer.
The name of the issuer is International Total Services, Inc., an Ohio
corporation (the "Issuer"), which has its principal executive offices at Crowne
Centre, 5005 Rockside Road, Suite 1200, Independence, Ohio 44131. The title of
the securities to which this Statement relates is the Issuer's Common Shares,
without par value (the "Shares").
Item 2. Identity and Background.
(a) The name of the reporting person is Thomas G. Berlin.
(b) The Reporting Person's residence address is 37500 Eagle Road,
Willoughby Hills, Ohio 44094.
(c) The Reporting Person's principal occupation is investment adviser. The
principal business where such employment is conducted is Berlin Financial, Ltd.
The address of Berlin Financial, Ltd. is 23811 Chagrin Blvd., Suite 275,
Beachwood, Ohio 44122.
(d)-(e) During the last five years, the Reporting Person has not been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) nor has he been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of which he was or is
subject to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, Federal or state securities laws
or finding any violation of such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The Reporting Person purchased the George Shares (as defined in Item 5) in
his capacity as an investment adviser to hold in the investment account of J.
George Investment, LLC. The purchase of the George Shares was made by the
Reporting Person on behalf of J. George Investments in the Reporting Person's
capacity as an investment adviser to J. George Investment LLC and with funds
provided by J. George Investment LLC.
Item 4. Purpose of Transaction.
(a)-(j) The Reporting Person purchased the George Shares in his capacity as
an investment adviser and solely for investment purposes on behalf of his
client, J. George Investment, LLC. The Reporting Person purchased the TGB
Shares (as defined below) solely for investment purposes.
Item 5. Interest in Securities of the Issuer.
(a) The Reporting Person has beneficial ownership of 343,600 Shares (the
"Berlin Shares"). The Berlin Shares constitute 5.0% of the Shares outstanding
as of the Issuer's most recent available filing.
(b) The Reporting Person has the sole power to vote or to direct the vote
or to dispose of or direct the disposition of 255,100 Shares (the "TGB Shares").
The Reporting Person and J. George Investment, LLC, a client for which the
Reporting Person provides investment advisory services, have the shared power to
vote or to direct the vote or to dispose of or direct the disposition of 88,500
Shares (the "George Shares").
(d) J. George Investment, LLC has the right to receive and the power to
direct the receipt of dividends from or the proceeds from the sale of the George
Shares. However, the Reporting Person disclaims
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beneficial ownership to the George Shares and this Statement shall not be
construed as an admission that the Reporting Person is the beneficial owner of
any securities covered by this Statement.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
The Reporting Person is an investment adviser for J. George Investment,
LLC, the owner of the George Shares. Through an agreement between the Reporting
Person and J. George Investment, LLC, the Reporting Person has shared power to
dispose or to direct the disposition of and shares power to vote or direct the
vote of such George Shares. However, the Reporting Person disclaims beneficial
ownership to the George Shares and this Statement shall not be construed as an
admission that the Reporting Person is the beneficial owner of any securities
covered by this Statement.
Item 7. Material to be Filed as Exhibits.
Not applicable.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: June 23, 2000
By: /s/ Thomas G. Berlin
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Thomas G. Berlin
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